Basic License Agreement Template for New Zealand

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Key Requirements PROMPT example:

Basic License Agreement

"I need a Basic License Agreement for licensing my company's educational software to universities in New Zealand, with the agreement starting from March 2025 and including provisions for technical support and regular updates."

Document background
The Basic License Agreement is a fundamental legal instrument used in New Zealand business transactions where one party wishes to grant another the right to use specific assets while retaining ownership. This document is particularly relevant when businesses need to license software, intellectual property, content, or other proprietary assets in compliance with New Zealand law. The agreement includes essential provisions such as grant of rights, payment terms, usage restrictions, and termination conditions, while incorporating requirements from key New Zealand legislation such as the Contract and Commercial Law Act 2017, Fair Trading Act 1986, and relevant intellectual property statutes. It serves as a critical tool for protecting the interests of both licensors and licensees while facilitating commercial exploitation of valuable assets.
Suggested Sections

1. Parties: Identifies and provides full legal details of the licensor and licensee

2. Background: Sets out the context of the agreement, including ownership of the licensed material and the parties' intentions

3. Definitions: Defines key terms used throughout the agreement for clarity and consistency

4. Grant of License: Specifies the exact rights being granted, including scope, territory, and whether exclusive or non-exclusive

5. License Fee and Payment Terms: Details the financial terms, including payment amounts, schedule, and method

6. Term and Termination: Specifies the duration of the license and circumstances for termination

7. Licensee Obligations: Sets out the licensee's responsibilities and restrictions in using the licensed material

8. Intellectual Property Rights: Confirms ownership of IP and handles any IP-related issues

9. Warranties and Representations: Contains standard warranties from both parties

10. Liability and Indemnification: Addresses risk allocation between parties

11. General Provisions: Contains standard boilerplate clauses including governing law, notices, and assignment

12. Execution: Signature blocks and execution details

Optional Sections

1. Quality Control: Required when licensing trademarks or where maintaining quality standards is important

2. Sublicensing Rights: Include when the licensee may need to sublicense the rights to others

3. Maintenance and Support: Necessary for software or technical licenses where ongoing support is provided

4. Confidentiality: Include when sensitive information will be shared between parties

5. Data Protection: Required when personal data processing is involved

6. Export Control: Include for international licenses involving regulated technologies

7. Source Code Escrow: For software licenses where source code security is important

8. Performance Requirements: Include when specific performance targets or minimums are required

9. Audit Rights: When the licensor needs rights to audit the licensee's use or payments

Suggested Schedules

1. Schedule 1 - Licensed Material: Detailed description of the intellectual property being licensed

2. Schedule 2 - License Fee Schedule: Detailed breakdown of payment terms, royalty calculations, or payment milestones

3. Schedule 3 - Technical Specifications: Technical details or specifications of the licensed material

4. Schedule 4 - Service Levels: Details of any service levels or support requirements

5. Schedule 5 - Approved Use Cases: Specific approved uses of the licensed material

6. Appendix A - Brand Guidelines: If applicable, guidelines for using licensed brands or trademarks

7. Appendix B - Quality Control Standards: Specific quality standards that must be maintained

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant Industries

Technology

Software Development

Media and Entertainment

Manufacturing

Retail

Professional Services

Healthcare

Education

Research and Development

Telecommunications

Creative Industries

Biotechnology

Consumer Goods

Publishing

Relevant Teams

Legal

Commercial

Business Development

Intellectual Property

Operations

Procurement

Research and Development

Compliance

Risk Management

Product Development

Innovation

Strategy

Relevant Roles

Legal Counsel

Commercial Manager

Intellectual Property Manager

Licensing Manager

Business Development Manager

Contract Administrator

Chief Technology Officer

Chief Executive Officer

Operations Manager

Product Manager

Innovation Director

Research Director

Compliance Officer

Risk Manager

General Counsel

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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